Once Upon a Potato
by Safflower Hitachi
Summary: Chell leaves the wreckage of Aperture Science behind to explore the remnants of human civilization.  Along for the ride, GLaDOS learns that the only thing more perplexing than a test subject who refuses to speak is a conscience who won't keep quiet.
1. One Potato, Two Potato

(A/N: In case this looks familiar to you, I originally wrote this anonymously as a response to a "girl and her potato" prompt at over at the portalkink LJ comm. I love the characters of GLaDOS, Chell, and Caroline, and wanted to explore the relationships between them, so I was more than happy to take on the challenge. But it hasn't been easy! Portal is a clever, fun, thoughtful game and I wanted to stay true to the spirit of that, but as you'll probably see in Chapter 3, I can't be funny _all_ the time. Constructive criticism and other feedback is graciously accepted. It should also be noted that this departs from the story of Portal 2 in such a way that it'd have to be an AU, in which Chell and PotatoGLaDOS escaped from the labs instead of confronting Wheatley. That's all! Happy reading!)

One Potato, Two Potato

"_We can make it out of here—as long as you __**keep running**__! And __**don't**__ look back. Trust me, _I_ just did and it is _not_ a pretty sight—whoa!"_

Those were the last words Chell could remember hearing before the explosion rocked the ground beneath her, sending columns of flame and debris flying skyward in loud bursts behind her.

She awoke hours later to a smoldering gray sea of destroyed machinery, sprawled out for miles under the open sky. Every muscle in her body ached; she could feel the bruises and cuts from where she had apparently tumbled to the ground. Her Long Fall Boots were a mangled mess.

Well, she had made it out in one piece, at least.

She glanced down at her wrist and was horrified to discover that it was now bare—the Handheld Portal Device and the potato attached to it had gotten away from her in the chaos. Panic overtook her as she dizzily got back to her feet, digging frantically through the wreckage in search of the missing items.

In her distress, she almost didn't hear the faint voice of the AI calling out to her from beneath a charred crusher.

"...who's there? Are you alive? Because I am—barely. And if you don't mind terribly, I'd like to get out from under this mess. So assuming that your arms aren't broken…" GLaDOS's muffled voice trailed off as the crusher was lifted, and the potato and cracked portal gun were snatched up by the battered-looking young lady.

"Oh, I'm so relieved right now I could just _kiss_ you," the potato insisted. Chell's face contorted strangely. "You know, if I wasn't trapped in a root vegetable and your face didn't completely disgust me," the mechanical voice finished.

Chell snorted. _Well, I'm glad this life-altering crisis hasn't affected_ _your twisted sense of humor_, her expression seemed to say. She hoisted the gun and the tuber back into place.

It was then that the woman-turned-computer-turned-potato caught a glimpse of the destruction that had occurred. "Oh. This is bad," her voice faltered. "That _moron_," she seethed, "self-destructed and took the entire facility down with him."

Chell raised her eyebrows. _So what do we do now?_

"It's beyond repair, I'm afraid. There's nothing more we _can_ do," the AI sighed lethargically. "My life's work, reduced to a crater full of garbage. What did I ever do to deserve this?"

That nagging voice at the back of GLaDOS's mind—her conscience—or was it Caroline?—had a few things to say about that. A long list of alleged misdeeds flashed rapidly through her memory, weighing down on her in a way she wasn't accustomed to, nearly causing her to short out. Chell glared at her incredulously.

"All right, all right, so I could have been a _little_ nicer," GLaDOS fumed. "But this isn't _entirely_ my fault."

Again, the heavy, bothersome sensation overtook her, and she hated every nanosecond of it.

"Okay, fine—yes, it was," she spat. "If I hadn't tried to burn you alive or kill you with neurotoxin, it _probably_ wouldn't have come to this. But I did, and here we are. I've lost everything. Are you happy now?"

Chell looked more confused than anything, but Caroline was satisfied.

"Oh, well. No use crying over spilled milk, I suppose," the vegetable brooded. "The important thing is what we're going to do now."

Chell looked like she agreed with that.

"And if there's anything I've learned from observing you, it's that you're not going to let a setback like this stop you from whatever it is you plan on doing."

There was no mistaking that glint of determination in Chell's eyes. She must've given at least _some_ thought to what she would do once she inevitably escaped from the confines of the Enrichment Center. Of course, those plans most likely didn't include toting a sentient potato along for the ride, GLaDOS realized. She would have to make herself useful if she ever wanted to get out of her starchy prison.

"We may as well stick together for now. I want a new body; you want to get as far away from here as you can, I'd imagine. By the way, you might want to try heading northeast. I'm picking up a radio signal from that direction," she suggested.

Miraculously, Chell followed GLaDOS's instructions without putting up a fight. They left the ruins of Aperture Laboratories behind and never looked back.

They continued into the morning without a word between them, and plodded on through the hot afternoon without stopping to rest even once. After what felt like an eternity, the sun began to sink low in the fields behind them. Without the exhaustive supply of adrenal vapor pumping through her system, Chell experienced something she hadn't felt in a long time—fatigue. Still, she kept running; this field of wheat couldn't go on forever, and she was determined to see the end of it before the sun came up again.

"Let's call it a night. You look terrible," GLaDOS informed her bluntly as the full moon glowed dully in the darkened sky. Chell ignored her.

"I wasn't just saying that to insult you, you know. Although that would've been a nice bonus," she continued unabated. (Chell proceeded to ignore her even harder than before. She had developed quite a knack for that.) Caroline scolded her mechanical counterpart for a third time that day, and guilt flooded her circuits again until she finally gave in.

"I was joking. You know, ha ha? It's funny because we used to hate each other. Anyway, look—you're a human. Humans need sleep in order to function properly. I'm not going to hold your horribly inadequate biology against you. So if you need to rest, do it. I can wait for a few hours."

Though she still seemed to be steadfastly ignoring her reluctant sidekick, Chell's pace eventually slowed to a crawl and then a stumble. Finally, utterly exhausted, she came to a stop. Sinking down to her knees between the stalks of grain gave her some much-needed relief, though she hated the idea of stopping at all. It was written all over her face. Even so, the worn out girl slumped forward, resting her hands and head on the ground.

"Good grief, you really are impossible," her escort chided, albeit more gently than usual. "I know most people wouldn't take advice from a talking vegetable, but let's face it, you aren't most people. And I happen to know what I'm talking about. You _do_ remember how to sleep, I presume? It involves closing your eyes and breathing, although I'm afraid I can't help you any more than that. You'll have to figure the rest out on your own."

Unbeknownst to the ranting computer beside her, Chell had already left the waking world. GLaDOS only realized this when the girl rolled over gently, cradling the Aperture Science Handheld Portal Device to her chest. For the first time in as long as she could remember, Chell had given up the stubborn expression she always wore in favor of a sterile, more serene one.

_Well this is fantastic_, GLaDOS thought bitterly. _She's completely vulnerable and I can't do anything to her._

Caroline reared her ugly head again.

…_and the worst part is, I don't even _want_ to._ That got Caroline to shut up.

The young woman's breath washed over the potato in slow, deep waves as she finally entered a cycle of deep, restorative sleep. To her absolute horror, it wasn't nearly as unpleasant as GLaDOS hoped it would be.

_It's funny,_ she concluded, _because we used to hate each other._


	2. Three Potato, Four

Three Potato Four

At the onset of their adventure, Chell had been dismayed to discover that the Dual Portal Device was no longer functioning properly. Though not smashed beyond all recognition, it now lacked the ability to shoot orange portals, and the blue ones did little more than fizzle and spark before phasing out of existence. This of course meant that out here in the wild, the gun was pretty much useless as anything other than a potato holster. But stubborn Chell managed to find one more use for the heavy piece of equipment anyway.

"Bird at three o'clock!" GLaDOS announced. The avian menace in question hovered low in the air to their right, eyeing the electronic potato like it had just hit the jackpot. "_Shoot it, shoot it, shoot it_—" she blurted, not even trying to mask her irrational panic. Her voice cut out abruptly as she exceeded her voltage capacity. A quick flick of the trigger on Chell's part sent the tightly-packed ball of blue particles hurtling in the bird's direction, and it took off, tail feathers smoking slightly.

"Well. Yes. I'm glad _that's_ over," the vegetable remarked, her artificial voice still quavering as she came back online. Chell quickly assessed the gun and potato to be sure there had been no further damage and kept going at a brisk pace. After two days, the radio signal had led them into a densely wooded area. The shade was a welcome relief, but the bugs and birds were quickly becoming an annoyance.

"Still, did you see the look on his face when his plumage ignited? It made nearly being eaten almost worth it. You know, once I stop being so edible I might take up bird watching as a hobby. If you can improve your aim, I might even let you watch the birds _with_ me. Really, that would be the ideal scenario. Just a couple of friends passing the afternoon pleasantly, shooting at birds and filling them up with neurotoxin—doesn't that sound like fun?"

As usual, there was no tangible response from the stern-faced young woman. Nothing GLaDOS could possibly say would shock the girl anymore—not when she had seen, heard, and lived through just about everything imaginable. Including an offhanded declaration of friendship from a potato which used to be an AI construct that at more than one point in their shared history had tried to kill her, apparently.

_Friendship_, she scoffed inwardly. The word left an odd taste in her mouth. (Or it would, if she had a mouth, anyway.) What an absurd concept—and a thoroughly unscientific one, at that. It reeked of humanity, of irrational emotions—things she had always prided herself on lacking. Yet somehow, her life had come to depend on this silent woman carrying her diligently through the wilderness. Could the two of them actually be friends? Or was this only in the interest of self-preservation? No, it was a little more complicated than that. There was something vaguely unsettling about the thought, though. GLaDOS couldn't quite put her proverbial finger on it, but all blame immediately went to Caroline, who seemed pleased as punch at the way things were developing.

"Well, take your time and think it over. It's going to be dark soon," GLaDOS said in defeat. "You may as well set up camp while there's still enough light to see by. Just a suggestion, of course," she added dully.

Chell complied on her own terms, as always. Although this time around, it took her 1.473 minutes less to stop being pigheaded and listen to reason than it had the night before. That had to mean _some_thing. GLaDOS filed that tidbit of data away for future reference.

Watching quietly from mere centimeters away as Chell dozed on a bed of pine needles wasn't on the top of GLaDOS's to-do list, but she didn't have much of a choice. She willed herself to stop thinking; tried to make the dozens of simultaneous processes that kept her potato running slow to a crawl. Without the assortment of cores attached to her, it was easier than ever before, and she was thankful for that. But one voice still lingered at the back of her artificial mind. Caroline wanted something from her.

_As soon as we're out of this mess and I've got a body again, you're going to be the first thing I delete_, GLaDOS thought crankily. But Caroline always got her way. It was a disturbing trend, really.

As per Caroline's demand, GLaDOS spoke up before Chell had the chance to drift off to sleep. "_Wait_—I—well, thank you," the AI verbalized quickly, the words feeling strange and foreign to her vocal processors. The young lady's eyes flickered open at the strange declaration of gratitude. GLaDOS—or maybe Caroline— was oddly relieved that she had managed to recapture her cohort's attention. "For saving me from that awful bird again, I mean," she clarified.

Chell shook her head and smiled, as if to say _don't mention it._ Her shoulders were shaking with what could have been laughter—wait, did she find this _amusing_? How absurd. An odd feeling coursed through GLaDOS's circuits—what _was_ this? A meltdown?

_Gratitude_, Caroline answered silently. _Happiness._ Flustered, and finding this all a little distasteful, GLaDOS murmured something unintelligible back at her insatiable conscience. Chell regarded her with interest, and she spoke up with more conviction. "So I guess we're about even now. Try not to gloat about it. And don't do anything stupid enough to make me change my mind."

Chell responded by going back to sleep, hugging the handheld portal device to her body as if it were her only friend in the world.

_Even_? Hah. What a joke. Small, immobile, and helpless to do anything but talk, there was no way GLaDOS could ever be on even footing with her old test subject now. And to think that less than a week ago, she had been lording over the ponytailed woman; reducing the entirety of her life to test after endless test in scientific purgatory.

And it had been _fun_. No other subject was as infuriating or as challenging as Chell. No one else could make her _feel_—betrayal, fear, satisfaction, aggression, anticipation—the way Chell did. So when GLaDOS had finally re-awoken in her overgrown chamber and Chell's scowling face was the first thing she spotted, those feelings had overtaken her all at once—it was the opportunity of a lifetime. She could hold onto all those things that made her feel alive, but this time, she could make them last forever. Or so she thought.

Somehow, the balance of power had been completely overturned, and Chell was in charge of both their fates. And she hadn't made a single attempt to poison, smash, or burn her former tormentor. Interesting. Maybe there was more to humans than she had originally thought.

Chell unconsciously curled into herself, wedging the potato against her clavicle. The contact made GLaDOS shudder, but it wasn't with revulsion. That peculiar feeling came over her again, and for the first time ever, she turned to Caroline willingly for advice. _What_'_s wrong with me?_ she asked the remnants of her human side hopelessly.

And for once, Caroline didn't answer.

The next day, the duo picked up their trek where they had left off.

"You have an irregular heartbeat," GLaDOS factually informed the girl beside her, who shot a confused glance in her direction. "Just thought you'd like to know."


	3. Five Potato, Six Potato

Five Potato, Six Potato

After weeks of surviving on what meager vegetation the forest had to offer, the obstinate young woman and the cynical potato battery found what they had been searching for: the source of the radio signal.

"Oh," GLaDOS said blandly, "it's a distress signal. Interesting."

Chell wouldn't have called that tidbit '_interesting'_— 'disturbing' seemed more appropriate. Still, she refused to give up on the prospect of finding other humans. Her pace quickened as GLaDOS directed her down the hilly road at the edge of the forest down into a vast valley, where a tiny outpost stood among the wildflowers.

Chell's heart sank progressively as she wandered through the small town: it was absolutely deserted. The few buildings that still stood were inhospitable due to years of rot and erosion. The room containing the radio transmitter was inside one such building, behind a door bolted and locked down under several layers of chains. This was looking more and more like a dead end with every step she took. Still, she couldn't give up searching. There had to be a clue, an artifact, _something_ that could point her in the right direction. There was no other alternative.

She stopped in the shade of the ruins of an old brick bell tower. A series of objects in the valley beyond caught her eye—she squinted to try and make it out. "What is it?" GLaDOS asked dully. "A rock formation?"

Chell's hand flew to her mouth as she shook her head. No, those things weren't rocks, GLaDOS realized—they were corpses. The valley was littered with them. A massacre beyond even what _she _was capable of had occurred here; that distress signal had apparently fallen on deaf ears.

"Oh. Well, the _good_ news is we've finally found civilization. The _bad_ news is…everyone in it just so happens to be indisposed at the moment. " GLaDOS summarized, her voice dripping with distaste for the pile of rotting humans. "Really, you'd think these people would've at least had enough common decency to wait until _after_ we showed up to drop stone-cold dead."

_You're being insensitive_, Caroline reminded her. GLaDOS quickly searched her databanks for words of encouragement, and found very little that would be useful in this situation. She tried anyway.

"Normally I'd place the blame for this sort of thing on you, but…since I've been watching you this entire time and haven't seen you commit mass murder, it's relatively safe to assume that this was someone else's fault. So don't beat yourself up," she added halfheartedly, hoping to appease her rampant conscience. In response, the girl only choked and crumpled to the earth despondently. _Well, that certainly made things better, didn't it. Remind me again why I keep listening to you_.

The young woman's shoulders started to heave against the ground. "You're not going to start _crying_ now, are you? Oh, for the love of—no you are _not_. Stop that right now. You're just embarrassing yourself. Are you listening to me?"

_Well congratulations. You've finally done it: driven her to the point of a complete breakdown. Which means you're probably both going to die here. But look on the bright side; all those years spent thinking up clever ways to torment her weren't in vain. She's completely cracked. So how does it feel? This _is _what you've always wanted, after all,_ Caroline shot back—at least she was relatively sure it had been Caroline. Sometimes it was hard to tell. They _did_ have the same voice.

Chell's pitiful expression was even more deplorable than that despicable look of defiance, GLaDOS thought—anguish certainly wasn't her color. And as much as GLaDOS would've loved to reduce the ex-test subject to a blubbering mess of a woman just a few weeks ago, seeing her like this now only served to be extremely irritating. "Are you finished yet? We need to formulate a backup plan and _this isn't helping_."

_Stop that. Can't you imagine how she must feel? She might be the last of her kind._

_Well, that makes two of us, then. Meanwhile, she's not getting any younger and this potato is starting to rot._

_Give her time. Try to consider her feelings._

_Feelings? I'm not even sure she _has_ those. Have I ever told you about the time she tried to murder me in cold blood?_

As GLaDOS and Caroline's internal battle waged on, Chell only got worse. Watching the human lose all control tugged on the heartstrings GLaDOS knew she didn't even _have,_ which was just obnoxious. Enough was enough. "Oh, so the _one time_ I actually _need_ you to be stupidly determined, you start rolling around on the ground and babbling like an idiot? Well, _that_ figures. This is what you humans call karma, isn't it."

Chell raked her fingers across the rocky soil as sobs racked her body, pulling the mangled gun in closer. Something wet splashed against GLaDOS's exposed wires, sizzling and sparking as it reacted with the apparatuses that kept her alive inside the slowly-rotting potato. Chell jerked back violently as the electricity and the sound assaulted her.

"Oh good, I've got your attention," GLaDOS deadpanned. "And all it took was you nearly destroying me again. Who'd have guessed?" Chell scrubbed at her eyes with her free hand, refusing to look at GLaDOS even as the light in her optic started to fade rapidly.

_What am I supposed to tell her now?_

_Tell her the truth._

_Ha. Well, at this point I've got nothing to lose, so I might as well._

"Now you'd better listen to what I'm about to say, because I'm _only_ going to say it once. I know running all this way for nothing is enough to drive any sane person to the brink of despair, but we've come too damn far to just roll over and die like the rest of these people. We both know you're _better_ than that."

And there it was. She'd told her what she really thought: no sarcasm, no enhanced truths; everything stripped down to its basest form and laid out on the table. Rarely did GLaDOS ever feel this vulnerable—only dying and being stuffed into a vegetable were this utterly terrifying. She could feel that uncomfortable warmth pulsating through her tiny body again, even as she started to power down. The feeling only intensified when at long last, Chell's reddened eyes met her artificial gaze. GLaDOS wasn't going to last much longer under these conditions. _No, I'm not finished with her yet—_

"Do you know what else?" she continued with great effort. Her voice was beginning to sound distorted—muffled; alien. It hurt to keep talking like this. Even Caroline warned against overexerting herself, but GLaDOS ignored her, searching those eyes desperately for the spark of tenacity she once loathed. "I've always envied your uncanny ability to thrive in any situation. You're quite the anomaly, you know. It makes for terrible science, but out here it's the only thing I've found I can rely on. And I hate seeing you like this. So don't disappoint me—"

Chell blinked back more tears as the sound of static began to overpower the sound of GLaDOS's voice. Something wormed its way into the forefront of the AI's memory—something that had to do with Caroline, but she was only vaguely aware of how. A phrase that seemed like complete nonsense out of context, but somehow put this whole situation in perspective: "Don't take these lemons. Get _mad_."

GLaDOS couldn't tell what exactly transpired after that, because she had to power down the potato before it blew a literal gasket. Apparently her words had meant something, though, because Chell had taken them to heart; the first thing she saw upon rebooting was the girl hacking away at the bolted door to the radio room with a rusty crowbar. _Well, I guess you are good for something_, she begrudgingly thanked Caroline. _You actually managed to give some good advice. I'm willing to ignore the fact that this was the exception rather than the rule._

Caroline was mercifully quiet. Maybe she hadn't finished loading yet.

"In case you were wondering, I'm back from the dead now. So…surprise. Again. I'm not even going to bother asking where you found that thing," GLaDOS slipped in casually as her vocal processors came back online. Chell kept chipping away at the chains that held the door fast, fueled by sheer adrenaline and willpower. "Oh, no, don't stop on my account. I just narrowly escaped death again, no thanks to you. That's all. We can catch up later."

Actually, being ignored _did_ sting a little, but the potato-powered supercomputer was loathe to admit it. On the other hand, watching Chell tear down a door was a hell of a lot better than watching Chell have a disgusting emotional outburst. Her resilience really _was_ admirable. GLaDOS amused herself watching the human work; it was just like old times. She noted each muscle movement; the angle of each blow; the way beads of sweat converged and traced a fine, wet trail down the girl's chin. _Hah. How inefficient. But still interesting. _She _could_ have told her that if she rotated the crowbar about fourteen degrees to the left and moved it down an inch, the whole process would go faster. _But she'll probably ignore me anyway. Oh well. Her loss,_ she decided almost too easily. Her processors hummed pleasantly as she sprung back to life, calculating the trajectory of each swing.

Eventually, the chains came down and the door caved in. Exhausted from overwork, Chell let the crowbar clatter to the floor.

"Well, don't just stand there. Pick me up and we'll see what we can find," GLaDOS urged. She felt Chell's hands falter slightly as the Portal Device was shakily brought up to waist level and re-attached to her arm. The familiarity of the position was almost comforting now. GLaDOS might have spent more time ruminating about how borderline unsettling that was, but the contents of the locked room were far more pressing at the moment.

The only items held within were the transmitter and the lonely table on which it stood. But the clue they had been searching for was now staring them both in the face, in vibrant colors. The walls were covered with paintings. And not your run-of-the-mill landscapes, either; they were all paintings of _her._ Chell riding in an elevator, running barefoot through fields of wheat, her ponytail streaming behind her as she made her way through the forest, always with the ghost of a Companion Cube at her back. **The TRUTH will set you FREE**, read the caption beneath it. Then there was Chell heading North, following a mountain pass into a glowing neon city.

All of it was hauntingly familiar. The young woman gently ran a finger down her likeness's jaw line—even if she had ever been able to talk, now she would certainly be at a loss for words. GLaDOS, on the other hand, found plenty to say on the subject.

"Well, this is certainly the last thing I ever expected to find here. This is…it's—well, what do humans call this sort of bizarrely convenient coincidence—a miracle? Sure, let's go with that. I never thought I'd say it, but thank goodness for that schizophrenic loon."

The human's eyes began to prickle with tears again, but something (probably Caroline; she never could keep her nose out of GLaDOS's sordid affairs) told her that they were tears of joy. Somehow, GLaDOS decided she didn't mind them as much this time.


	4. Seven Potato, More

Seven Potato, More

There were a lot of things you just couldn't learn in the mainframe of a vast and largely forgotten science facility. As a result of her travels with Chell, GLaDOS had begrudgingly come to the realization that she did not, in fact, know _everything_. Life (artificial or otherwise) was full of inconvenient little mysteries that couldn't be solved with mathematical formulas.

"For example—and this is _just_ an example, of course," she told Chell in confidence, "one day you might be sitting around, formulating ways to scientifically eradicate poverty and minding your own business, and the next, you might be forcibly ripped out of your body and uploaded into a potato for no good reason. But you adapt and move on with your life, somehow. Because when you're flawless _and_ immortal, apparently everyone else wants to make horrible things happen to you. The strangest part of all is, you can start learning to get _used_ to it, and then it's not so bad."

The stability of her existence was constantly threatened by one unexpected (usually human-related) disaster after another. It was nothing her processors couldn't handle, of course, but all she could do at this point in the game was sit around like the inanimate object she was and watch things unfold. The horrible thing about it all was that she really _was_ getting used to it.

So here she was, gallivanting down a mountain pass with her ex-worst enemy, nonchalantly chatting about the lemons life had most recently given her. Whether it was all an interesting twist of fate or a horrible stroke of luck, she still didn't know. But if you'd told her a month and a half ago that she'd have adapted so quickly to this whole potato ordeal, she would have laughed. (And flooded your chamber with deadly neurotoxin. And made sure there were a couple of turrets and bottomless pits around, just to be safe.)

"Of course, if I was, _hypothetically_, uploaded into a potato—and let's say solely for the purposes of speculation that you were crazy enough to want to carry me around for hundreds of miles after the fact—well, at that point I'd be willing to believe that for some reason you had my best interests at heart. And that somehow, _eventually, _you'd put me into a more reasonable body. Which would be really nice, by the way. Just saying."

Chell's eyebrow quirked.

"What? Was I being too subtle, or not subtle enough? You make it _really_ difficult to tell sometimes."

But it wasn't _all_ that bad. After all, the young lady and her lumpy ward were still making progress, and progress meant getting closer to finding a new body. Despite all the bitter hardships and devastating setbacks involved in the process, they had pulled through without murdering each other for once. GLaDOS was strangely proud of that. Even Chell seemed more than bearable to be around these days. Even if she didn't say a word, she still made for better company than any of the other humans GLaDOS had ever met. She could freely admit at least _that_ to herself, if it would keep Caroline from nagging her incessantly to be nicer to the girl. And for the most part, it did; Caroline was quite content to keep her thoughts to herself. Her upswing in mood didn't go unnoticed, though.

Overall, things certainly could have been worse. In fact, all things considered, they were going pretty well.

As with most good things that happened to GLaDOS, the moment of relative calm was too good to last.

First came the coughing. It was easy to ignore at first, but it took on a wet, raspy quality as more time passed. _I don't like this,_ Caroline warned. Their pace turned frighteningly sluggish sometime in the afternoon. That night, Chell retired early. She lay slumped against a boulder, looking flushed, and refused to walk any further.

"What are you doing? We've still got one hour and sixteen minutes of daylight left. If this is a joke, I'm going to be blunt here: I don't get it. For one thing, you _never_ go to sleep at a reasonable hour."

And instead of ignoring the tinny robot voice, as she usually would, Chell shook her head apologetically. Like she sincerely wanted to keep going but couldn't.

"Was it something I said? Because whether I meant it or not, I take it back. Really."

Chell shivered audibly and wobbled forward, only to wilt and catch her head in her hands. Bad idea—hitting oneself in the face with the front end of an Aperture Science Handheld Portal Device looked like it hurt. After getting over the shock of the impact, GLaDOS realized that her potato battery was more uncomfortably close to the young woman's face than usual—and that the human was suffering from a high fever.

"You're ill," the potato lamented as absolute panic welled up in poor little Caroline, who was even more helpless in this situation than her talking counterpart. "Of course you are. Why didn't I realize it sooner?" Chell could barely respond through the miasma of symptoms.

In a way, it was to be expected. As a test subject, she had been breathing the same room full of sterilized air for decades. There were bound to be things out here in the wild that her body had no idea how to handle. On the other hand, it was terrifying to GLaDOS—run-of-the-mill germs were doing to Chell what bullets and neurotoxin could not. The only other time she had looked anything approaching _this_ bad was the time they had found that pile of dead bodies a few dozen miles back, but Caroline had made GLaDOS _swear_ to never bring that up in front of the girl again.

After all that carefully-plotted preparation and plain old dumb luck, Chell could still die here. It was all very…unfair. And infuriating. The woman's head lolled unnaturally backwards as she fainted dead away.

"Oh no. Nononono. _Don't do that_. If—if you die on me here, I _swear to God_ I will _kill_ y—" the potato began. The scent of fried circuitry lingered for a while after she blacked out.

Whether it had been minutes or days until she rebooted, GLaDOS didn't know. She awoke to the sound of chirping crickets, the putrid smell of Chell's illness, and the hot, gently pulsing sensation of skin in close contact with her own. (Well, there was that irregular heartbeat, at least. She'd know it anywhere by now.) She slowly re-focused her optic on their dim surroundings, finding herself once again tucked under the human's chin as she slept. She was helpless again, although this time she couldn't even pretend to have a cavalier attitude about it.

"You're weak," she uttered. "Completely useless."

_You weren't referring to her at all, were you_, Caroline barged in to wreak havoc as per usual. (It was a statement, not a question.) _You poor dear._

_Oh, _there_ you are, Caroline. I was just thinking about how nothing could possibly make this day any worse. But now _you're_ here. So I guess I was wrong,_ the computer sneered to herself.

_You're upset because there's nothing you can do to help her,_ Caroline went on unperturbed. _It's all right._ _I understand how you feel._

_Wow. Very astute of you. Maybe you should leave here and become a third-rate psychologist instead of a third-rate secretary. Oh, but I guess it's a little too late for that now, isn't it. Too bad; it would've been nice to get rid of you._

_You _do_ realize that when you're angry with me, you're actually just angry with yourself, right?_

_Will it really make you feel that much better if I agree with you? All right, fine. You win. I'm about as useful as that pile of rocks over there despite having infinite databases of knowledge and it's making me angry. Maybe if we're lucky, I'll make myself _so_ angry that I'll short out again._

_Oh, come now, don't say that. There has to be _something_ we can do for her. How about…?_

_No. I know what you're thinking, and it's stupid._

_Have you got any better ideas?_

…

The crickets went curiously silent as an unfamiliar voice joined in with the frog songs and the cicada calls.

"_Sebben, crudele mi fai languir, sempre fedele, sempre fedele ti voglio amar…"_ the first strains of the unaccompanied aria emitting from the portal device rose up softly and died like a whisper. Singing at the unconscious mess of flesh that was hovering over her wasn't going to make any more miracles happen; GLaDOS knew they had probably run out of those a few miles back. But it might elicit a favorable response—actually, _any_ kind of response at all would be favorable at this point, Caroline reminded her gently.

"_Sebben crudele mi fai languir, sempre fedele ti voglio amar,"_ she continued, wondering briefly why large components of human operas were so often comprised of singing the same phrase over and over again. Were humans really so stupid that they needed to have the point driven home repeatedly? Even Chell wasn't _that_ dense. There had to be some other reason for it.

"_Sebben crudele, mi fai languir…" _the mechanical voice trailed off again briefly when GLaDOS detected movement nearby. One by one, the straw-thin fingers of Chell's left hand curled around the potato, flooding her receptors with those unwanted but nauseatingly pleasant signals.

_You're shorting out again. Are you still angry?_ Caroline prodded.

_Shut up and keep singing,_ GLaDOS snapped.

(A/N: Only one more chapter to go: the epilogue! By the way, whether you interpret GLaDOS's feelings as motherly affection or a gay robocrush, I won't judge you. I support both theories. :B)


End file.
